SEC Form 4 · accession 0001127602-17-013921
TORO CO · TTC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael J Hoffman
Officer — Chairman of the Board · Director
Period of report
Mar 31, 2017
Accepted (ET)
Apr 4, 2017 · 4:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000737758
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 31, 2017 | M | 72,217 | $7.155 | A | 1,271,706 | D | |
| Common StockF1 | Mar 31, 2017 | S | 72,217 | $62.507 | D | 1,199,489 | D | |
| Common Stock | Mar 31, 2017 | M | 71,360 | $7.155 | A | 1,270,849 | D | |
| Common StockF2 | Mar 31, 2017 | S | 71,360 | $62.772 | D | 1,199,489 | D | |
| Common Stock | holding | — | — | — | 40 | I | By Son | |
| Common StockF3 | holding | — | — | — | 253,182 | I | Held by Michael J. Hoffman Irrevocable Lifetime Family Trust | |
| Common StockF4 | holding | — | — | — | 137,461 | I | The Toro Company Investment, Savings & ESOP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock OptionF5 | $7.155 | Mar 31, 2017 | M | 72,217 | D | — | Dec 3, 2018 | Common Stock | 72,217 | 71,360 | D |
| Non-Qualified Stock OptionF5 | $7.155 | Mar 31, 2017 | M | 71,360 | D | — | Dec 3, 2018 | Common Stock | 71,360 | 0 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $62.25 to $62.67, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) and (2) to this Form 4.
- F2The price reported in Column 4 is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $62.68 to $63.38, inclusive.
- F3Reflects an account adjustment of -0.26 shares of common stock.
- F4Includes 65.429 shares of common stock acquired by the reporting person through issuer annual investment fund contributions to The Toro Company Investment, Savings & ESOP.
- F5The option vested in three equal annual installments commencing on the first anniversary of the date of grant, which was December 3, 2008.